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Conditional Deed Of Sale

Conditional Deed Of Sale Template for United Arab Emirates

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Key Requirements PROMPT example:

Conditional Deed Of Sale

"I need a Conditional Deed of Sale for a commercial warehouse in Dubai Industrial City, where the sale is conditional upon obtaining necessary industrial licenses by March 2025 and successful completion of environmental impact assessment."

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Document background
The Conditional Deed of Sale is a crucial legal instrument in UAE property transactions where the completion of sale is dependent on fulfilling certain conditions. This document type is commonly used in situations where parties agree to a sale but need to ensure specific requirements are met, such as obtaining regulatory approvals, securing financing, or completing due diligence. The deed must comply with UAE Civil Code requirements and local emirate property laws, making it essential for both residential and commercial property transactions. It provides a structured framework for conditional property sales while protecting both parties' interests through clear definition of conditions, timeframes, and consequences of condition fulfillment or failure. The document is particularly relevant in the UAE's dynamic real estate market, where complex property transactions often require conditional arrangements before final completion.
Suggested Sections

1. Parties: Detailed identification of the Seller and Buyer, including full legal names, addresses, and appropriate registration details for corporate entities

2. Background: Context of the sale, brief description of the property, and explanation of why the sale is conditional

3. Definitions: Key terms used throughout the deed, including specific UAE legal terminology

4. Property Description: Comprehensive legal description of the property as per UAE requirements, including all relevant registration details

5. Sale and Purchase: Core agreement to sell and purchase, subject to conditions

6. Purchase Price: Detailed breakdown of the purchase price, payment terms, and method of payment

7. Conditions: Clear statement of all conditions that must be satisfied for the sale to complete

8. Completion: Process and requirements for completion once conditions are satisfied

9. Seller's Warranties: Warranties regarding ownership, authority to sell, and property condition

10. Property Handover: Process and requirements for physical handover of the property

11. Registration: Requirements and process for registering the transfer with relevant UAE authorities

12. Governing Law and Jurisdiction: Specification of UAE law as governing law and relevant emirate's courts' jurisdiction

13. Execution: Formal execution block meeting UAE requirements

Optional Sections

1. Condition Failure: Include when specific consequences of condition failure need to be detailed

2. Interim Period Obligations: Include when there are specific obligations during the period between signing and completion

3. Property Management: Include when specific arrangements for property management during the conditional period are needed

4. Tax Provisions: Include when specific tax implications need to be addressed

5. Force Majeure: Include when specific force majeure provisions are required beyond standard UAE law provisions

6. Assignment: Include when rights to assign the agreement need to be specifically addressed

7. Broker Provisions: Include when real estate brokers are involved in the transaction

8. Notices: Include when specific notice requirements beyond UAE law defaults are needed

Suggested Schedules

1. Property Schedule: Detailed technical description of the property, including plans and specifications

2. Title Documents: Copies of relevant title documents and registration certificates

3. Payment Schedule: Detailed breakdown of payment installments and timing

4. Condition Precedent Documents: List of documents required to satisfy conditions

5. Property Inventory: Detailed inventory of items included in the sale

6. Form of Transfer: Template transfer documents required by UAE authorities

7. Due Diligence Documents: List of documents provided for buyer's due diligence

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Applicable Laws
Business Day
Completion
Completion Date
Conditions Precedent
Consideration
Deposit
Effective Date
Encumbrance
Force Majeure
Long Stop Date
Property
Property Registration Authority
Purchase Price
Registration Fee
Regulatory Approvals
Relevant Authority
Sale and Purchase
Seller's Warranties
Title Deed
Transfer Date
UAE
VAT
Completion Documents
Due Diligence Period
Escrow Account
Escrow Agent
Material Adverse Change
Permitted Use
Property Documents
Registration Procedures
Relevant Emirate
Security Deposit
Service Charges
Signing Date
Title Documents
Transfer Procedures
Utility Services
Working Hours
Clauses
Sale and Purchase
Conditions Precedent
Purchase Price and Payment
Deposit
Title and Ownership
Property Transfer
Warranties and Representations
Due Diligence
Completion
Registration Requirements
Default and Remedies
Risk and Insurance
Property Inspection
Handover
Notices
Force Majeure
Governing Law
Dispute Resolution
Confidentiality
Assignment
Entire Agreement
Severability
Costs and Expenses
Further Assurance
Survival
Third Party Rights
Language
Counterparts
Time of Essence
VAT and Taxation
Relevant Industries

Real Estate

Commercial Property

Residential Property

Industrial

Retail

Hospitality

Manufacturing

Logistics

Agricultural

Mixed-Use Development

Relevant Teams

Legal

Real Estate

Compliance

Finance

Risk Management

Business Development

Property Management

Commercial Operations

Corporate Affairs

Facilities Management

Relevant Roles

Real Estate Manager

Property Developer

Legal Counsel

Contract Manager

Commercial Director

Property Investment Manager

Risk Manager

Compliance Officer

Real Estate Broker

Business Development Manager

Chief Executive Officer

Chief Financial Officer

Property Portfolio Manager

Asset Manager

Facilities Manager

Industries
UAE Civil Code (Federal Law No. 5 of 1985): Primary legislation governing contracts, property rights, and obligations. Articles 489-515 specifically deal with sales contracts and their conditions.
UAE Commercial Transactions Law (Federal Law No. 18 of 1993): Governs commercial sales and transactions between merchants, including specific provisions for conditional sales in a commercial context.
Law No. 13 of 2008 (Dubai): Regulates the interim real estate register in Dubai, crucial for property sale transactions and their registration.
Federal Law No. 17 of 2004: Covers commercial concealment and ownership restrictions, relevant for ensuring legitimate ownership transfers.
UAE Property Registration Law: Governs the registration of property transactions and transfers of ownership in the UAE.
Local Emirates' Property Laws: Each emirate has specific property laws and registration requirements that must be considered depending on the location of the property.
UAE Contract Law (part of Civil Code): Specific provisions regarding formation of contracts, conditions, and termination (Articles 125-186 of the Civil Code).
Electronic Transactions and Commerce Law (Federal Law No. 1 of 2006): Relevant if any part of the transaction or documentation is to be executed electronically.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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